Winston Hotels Inc.’s Shareholders Approve Merger Into
a Wholly-Owned Subsidiary of
Inland American Real Estate Trust, Inc.
RALEIGH, N.C., July 01, 2007
Winston Hotels, Inc. (NYSE: WXH) today announced that its common shareholders approved the merger of the company with and into Inland American Acquisition (Winston), LLC, a wholly-owned subsidiary of Inland American Real Estate Trust, Inc. ("Inland American"), at the special meeting of shareholders held today in Raleigh, North Carolina.Closing of the merger is anticipated to occur on or about July 1, 2007 and is subject to the closing conditions set forth in the agreement and plan of merger. If the closing of the merger occurs as anticipated, trading of the company's common stock and preferred stock will cease as of the close of the market on Friday, June 29, 2007 and will not re-open for trading thereafter.
Separately, the company announced that its board of directors has declared a cash dividend of $0.50 per share on its Series B Cumulative Preferred stock for the second quarter of 2007 to preferred shareholders of record on June 29, 2007. If the closing of the merger occurs as anticipated, each share of the company’s Series B preferred stock will be converted into the right to receive $25.38 per share in cash, plus any accrued and unpaid dividends as of the effective time of the merger, which will include the dividend for the second quarter of 2007, or $0.50 per share.
About Winston Hotels
As of June 21, 2007, Winston Hotels owned or was invested in 50 hotel properties in 18 states, having an aggregate of 6,782 rooms. This included 42 wholly owned properties with an aggregate of 5,748 rooms, a 41.7% ownership interest in a joint venture that owned one hotel with 121 rooms, a 60% ownership interest in a joint venture that owned one hotel with 138 rooms, a 49% ownership interest in a joint venture that owned one hotel with 118 rooms, a 48.78% ownership interest in a joint venture that owned one hotel with 147 rooms, a 13.05% ownership interest in a joint venture that owned three hotels with an aggregate of 387 rooms, and a 0.21% ownership interest in a joint venture that owned one hotel with 123 rooms for which substantially all of the profit or loss generated by the joint venture is allocated to the company. As of March 31, 2007, the company had $29.5 million in loan receivables from owners of several hotels. The company does not hold an ownership interest in any of the hotels for which it has provided debt financing.